The Directors have pleasure in submitting their 43rd Annual Report together with theAudited Financial Statements of your Company for the year ended March 31 2020.
| || ||(Rs. in lacs) |
|Particulars ||Year ended March 31 2020 ||Year ended March31 2019 |
|Total Income ||10003.45 ||9170.86 |
|Profit / (Loss) before Depreciation interest and Taxation ||7202.91 ||6302.92 |
|Less: Depreciation ||455.74 ||179.72 |
|Less: Interest/Fin.Cost ||2866.34 ||2115.14 |
|Profit before Taxation ||3880.83 ||4008.05 |
|Less/ (Add) Tax Expenses ||440.34 ||583.84 |
|Profit / (Loss) after tax after adjustment ||3440.49 ||3424.22 |
|Add/(less): Other Comprehensive income/(loss) ||(11.69) ||(6.28) |
|Total Comprehensive Income ||3428.80 ||3417.94 |
|Earnings per share basic and diluted-(in Rs.) ||7.48 ||7.44 |
In order to conserve cash flows of the Company during these testing times of thepandemic the Board of Directors have decided not to recommend any dividend on the equityshares for the F.Y.2019-2020.
Your Company has entered into the Re-development and Rehabilitation of Slums segment inand around Bhandup area of Mumbai and the revenue recognition is yet to be booked.
The construction activities of Project at Byculla Mumbai known as "MONTESOUTH"ofthe SPV (a LLP) wherein your Company holds 40% equity stake has beenprogressing well.
During the year under review your Company in line with its business strategy hasacquired the entire paid up capital of Terrapolis Assets Private Limited (TAPL) fromMarathon Realty Private Limited (MRPL) a Promoter Company and effective from 31/03/2020TAPL has become the Wholly Owned Subsidiary of the Company.
TAPL is presently developing a project under theaeg is of the Slum RehabilitationAuthority. It consists of providing rehabilitation of an area of 2886.00 sqmtrs offor theproject displaced personnel in Mumbai. The project would entail TAPL to develop an area ofaround300000 sq.ft for sale purposes. The "sale component" of the project isyet to commence.
During the year under review your Company in line with its business strategy has alsoacquired further 24%paid up capital of Sanvo Resorts Private Limited (SRPL) from MarathonRealty Private Limited (MRPL) a Promoter Company and effective from 31/03/2020. Theequity holding of the Company in SRPL is 91%.
Sanvo is presently developing a residential cum commercial complex in Panvel DistrictRaigad contiguous to Mumbai. The total saleable area of the project is around 41 lacsq.ft of mixed development. The project is registered under MAHA RERA. The entire projectis to be developed in phases and the revenue will be recognized based on percentage ofcompletion method.
DIRECTORS AND CHANGES IN INDEPENDENT DIRECTORSHIP:
In accordance with the applicable provisions of the Companies Act 2013 Ms. ShailajaC. Shah who retires by rotation and being eligible offers herself for re-appointment.
Mr.Atul Jayantilal Mehta (DIN 08697102) was appointed as an Additional Director at theBoard Meeting held on February 13 2020. The Company has received a Notice signifying hiscandidature for appointment under Section 160 (1) of the Companies Act 2013. Brief resumeof Mr.AtulJayantilal Mehta nature of his experience in specific functional area ismentioned and forms part of this Annual Report.
Mrs. Parul Abhoy Shah (DIN 02899386) was appointed as an Additional Director at theBoard Meeting held on February 13 2020. The Company has received a Notice signifying hercandidature for appointment under Section 160 (1) of the Companies Act 2013. Brief resumeof Mrs.ParulAbhoy Shah nature of her experience in specific functional area is mentionedand forms part of this Annual Report.
The Re-appointment of Mr. S. Ramamurthi (DIN 00135602) as Whole Time Director & CFOfor a period of 5 years from May 1 2020 is recommended by the Board of Directors.
M/s. Rajendra& Co. Chartered Accountants who has been appointed as StatutoryAuditors for a term of 5 years with effect from F.Y. 2017-18will continue to be theStatutory Auditors for the FY 2021-22. Vide MCA notification dated May 72018 therequirement of yearly ratification by the shareholders at every general meeting as per Sec139 of the Companies Act 2013 is dispensed with.
PARTICULARS OF EMPLOYEES:
Except the Chairman & Managing Director none of the employees are covered underRule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 .The other details of disclosures pertaining to the Managerial personnel is dealt inthe annexure which forms part of this Directors Report .
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Company undertakes necessary Energy conservation and technology absorption methodswhile executing the projects by implementing advanced building system and usage of energyefficient materials during the construction of Projects. There were no foreign exchangeearnings and outgo during the current period.
The Equity Shares of the Company are listed with the BSE Limited& NSE Limited. TheCompany has paid the Annual Listing Fees for both the Exchanges for the year 2020-21.
DEMATERIALIZATION OF SHARES:
The members are aware that the Company's equity shares are under compulsory trading indematerialized form for all categories of investors. The shareholders who are holding theshares of the Company in physical mode are requested to Demat their holding at theearliest so as to reap the corporate benefits like Transfer Dividends Bonus etc withoutloss of time. SEBI has already mandated that sale/transfer of securities in physical modeis NOT PERMITTED.
REPORT U/S 134 (3) OF THE COMPANIES ACT 2013:
A report containing relevant information as required by the said section of theCompanies Act 2013 is dealt separately and forms part of this Directors Report.
Your Company has not accepted any deposits from the public or its employees during theperiod under review.
DISCLOSURE UNDER THE SEXUAL HARASSEMENT OF WOMEN AT WORK PLACE (PREVENTION PROHIBITIONAND REDRESSAL ) ACT 2013:
The Company has in place a Policy in line with the requirements of "The SexualHarassment of Women at the Workplace (Prevention Prohibition &Redressal) Act2013". Internal Complaints Committee (ICC) has been set up to redress complaintsreceived regarding sexual harassment. All employees (permanent contractual temporarytrainees) are covered under this policy.
No Complaints were received during the year under review.
A separate section on disclosures specified in Companies Act 2013 along with otherrequirements as amended and as specified in Regulations 17 to 27 and 46(2)(b) to(i) ofSEBI (LODR) Regulations 2015 forms part of this Annual Report.
BRR/Commitment towards sustainability while undertaking projects.
In terms of Regulation 34 of SEBI (LODR) Regulations 2015 ("LODR") effectivefrom FY 2019-20 the Top 1000 listed Companies are required to submit as a part of theirAnnual Report a Business Responsibility Report describing the initiatives taken by themfrom an environment social and governance perspective in the format given under theLODR. This becomes a channel for the Company to communicate its commitment towardssustainability while undertaking projects.
The Board of Directors take this opportunity to place on record their sincereappreciation for the excellent support and cooperation extended by the shareholdersbankers customers suppliers / associates during the year under review.
The Board whole heartedly acknowledges the dedicated and sincere efforts and servicesput in by the employees at all levels in the Company during very trying times. Theirdedicated efforts and enthusiasm has been integral to your Company's growth.
For and on behalf of the Board
Chetan R. Shah
Chariman & Managing Director